HomeMy WebLinkAboutReso 23-16 Tassajara Road Realignment RESOLUTION NO. 23 - 16
A RESOLUTION OF THE CITY COUNCIL
OF THE CITY OF DUBLIN
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APPROVING AN AGREEMENT WITH MACKAY & SOMPS, CIVIL ENGINEERS,
INCORPORATED FOR TASSAJARA ROAD REALIGNMENT AND DESIGN PROJECT
WHEREAS, existing Tassajara Road alignment was designed to have six lanes; and
WHEREAS, staff from the Contra Costa County, the City of Dublin, the City of San
Ramon, and the Town of Danville, has concurred that ultimate capacity for Tassajara Road from
North Dublin Ranch Drive in the City of Dublin to Windermere Parkway should be four lanes,
with the exception of additional lanes at intersections; and
WHEREAS, the City has solicited proposals from Mackay & Somps, Civil Engineers, Inc.,
to complete the alignment and design work; and
WHEREAS, Mackay & Somps, Civil Engineers, Inc., has demonstrated ability to perform
said design documents; and
WHEREAS, Mackay & Somps, Civil Engineers, Inc., is available to perform work as
specified.
NOW, THEREFORE, the City Council of the City of Dublin approves the Agreement with
Mackay & Somps, Civil Engineers, Inc., attached hereto as Exhibit A and authorizes the City
Manager to execute the Agreement.
PASSED, APPROVED AND ADOPTED this 16th day of February 2016, by the following
vote:
AYES: Councilmembers Biddle, Gupta, Hart, Wehrenberg, and Mayor Haubert
NOES: None
ABSENT: None
ABSTAIN: None
A _ .1 At
l ayor
ATTEST:
City Clerk
Reso No.23-16,Adopted 2-16-16, Item 7.1 Page 1 of 1
CONSULTING SERVICES AGREEMENT BETWEEN
THE CITY OF DUBLIN AND
MACKAY AND SOMPS, CIVIL ENGINEERS, INCORPORATED
THIS AGREEMENT for consulting services is made by and between the City of Dublin
("City") and Mackay and Somps, Civil Engineers, Inc. ("Consultant") as of
Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement,
Consultant shall provide to City the services described in the Scope of Work attached as Exhibit
A at the time and place and in the manner specified therein. In the event of a conflict in or
inconsistency between the terms of this Agreement and Exhibit A, the Agreement shall prevail.
1.1 Term of Services. The term of this Agreement shall begin on the date first noted
above and shall end on June 30, 2017, the date of completion specified in Exhibit
A, and Consultant shall complete the work described in Exhibit A prior to that
date,unless the term of the Agreement is otherwise terminated or extended, as
provided for in Section 8. The time provided to Consultant to complete the
services required by this Agreement shall not affect the City's right to terminate
the Agreement, as provided for in Section 8.
1.2 Standard of Performance. Consultant shall perform all services required
pursuant to this Agreement in the manner and according to the standards observed
by a competent practitioner of the profession in which Consultant is engaged in
the geographical area in which Consultant practices its profession. Consultant
shall prepare all work products required by this Agreement in a substantial, first-
class manner and shall conform to the standards of quality normally observed by a
person practicing in Consultant's profession.
1.3 Assignment of Personnel. Consultant shall assign only competent personnel to
perform services pursuant to this Agreement. In the event that City, in its sole
discretion, at any time during the term of this Agreement, desires the
reassignment of any such persons, Consultant shall, immediately upon receiving
notice from City of such desire of City, reassign such person or persons.
1.4 Time. Consultant shall devote such time to the performance of services pursuant
to this Agreement as may be reasonably necessary to meet the standard of
performance provided in Section 1.1 above and to satisfy Consultant's obligations
hereunder.
Section 2. COMPENSATION. City hereby agrees to pay Consultant a sum not to exceed
$115,750,notwithstanding any contrary indications that may be contained in Consultant's
proposal, for services to be performed and reimbursable costs incurred under this Agreement. In
the event of a conflict between this Agreement and Consultant's proposal, attached as Exhibit A,
regarding the amount of compensation, the Agreement shall prevail. City shall pay Consultant
for services rendered pursuant to this Agreement at the time and in the manner set forth herein.
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The payments specified below shall be the only payments from City to Consultant for services
rendered pursuant to this Agreement. Consultant shall submit all invoices to City in the manner
specified herein. Except as specifically authorized by City, Consultant shall not bill City for
duplicate services performed by more than one person.
Consultant and City acknowledge and agree that compensation paid by City to Consultant under
this Agreement is based upon Consultant's estimated costs of providing the services required
hereunder, including salaries and benefits of employees and subcontractors of Consultant.
Consequently, the parties further agree that compensation hereunder is intended to include the
costs of contributions to any pensions and/or annuities to which Consultant and its employees,
agents, and subcontractors may be eligible. City therefore has no responsibility for such
contributions beyond compensation required under this Agreement.
2.1 Invoices. Consultant shall submit invoices, not more often than once a month
during the term of this Agreement,based on the cost for services performed and
reimbursable costs incurred prior to the invoice date. Invoices shall contain the
following information:
• Serial identifications of progress bills; i.e., Progress Bill No. 1 for the first
invoice, etc.;
• The beginning and ending dates of the billing period;
• A Task Summary containing the original contract amount, the amount of
prior billings, the total due this period,the balance available under the
Agreement, and the percentage of completion;
• At City's option, for each work item in each task, a copy of the applicable
time entries or time sheets shall be submitted showing the name of the
person doing the work,the hours spent by each person, a brief description
of the work, and each reimbursable expense;
• The total number of hours of work performed under the Agreement by
Consultant and each employee, agent, and subcontractor of Consultant
performing services hereunder, as well as a separate notice when the total
number of hours of work by Consultant and any individual employee,
agent, or subcontractor of Consultant reaches or exceeds 800 hours,which
shall include an estimate of the time necessary to complete the work
described in Exhibit A;
• The Consultant's signature.
2.2 Monthly Payment. City shall make monthly payments, based on invoices
received, for services satisfactorily performed, and for authorized reimbursable
costs incurred. City shall have 30 days from the receipt of an invoice that
complies with all of the requirements above to pay Consultant.
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2.3 Final Payment. City shall pay the last 10%of the total sum due pursuant to this
Agreement within sixty (60) days after completion of the services and submittal to
City of a final invoice, if all services required have been satisfactorily performed.
2.4 Total Payment. City shall pay for the services to be rendered by Consultant
pursuant to this Agreement. City shall not pay any additional sum for any
expense or cost whatsoever incurred by Consultant in rendering services pursuant
to this Agreement. City shall make no payment for any extra, further, or
additional service pursuant to this Agreement.
In no event shall Consultant submit any invoice for an amount in excess of the
maximum amount of compensation provided above either for a task or for the
entire Agreement, unless the Agreement is modified prior to the submission of
such an invoice by a properly executed change order or amendment.
2.5 Hourly Fees. Fees for work performed by Consultant on an hourly basis shall not
exceed the amounts shown on the following fee schedule:
2.6 Reimbursable Expenses. Reimbursable expenses are included in the total
amount of compensation provided under this Agreement that shall not be
exceeded.
2.7 Payment of Taxes. Consultant is solely responsible for the payment of
employment taxes incurred under this Agreement and any similar federal or state
taxes.
2.8 Payment upon Termination. In the event that the City or Consultant terminates
this Agreement pursuant to Section 8, the City shall compensate the Consultant
for all outstanding costs and reimbursable expenses incurred for work
satisfactorily completed as of the date of written notice of termination.
Consultant shall maintain adequate logs and timesheets in order to verify costs
incurred to that date.
2.9 Authorization to Perform Services. The Consultant is not authorized to perform
any services or incur any costs whatsoever under the terms of this Agreement
until receipt of authorization from the Contract Administrator.
Section 3. FACILITIES AND EQUIPMENT. Except as set forth herein, Consultant shall,
at its sole cost and expense, provide all facilities and equipment that may be necessary to
perform the services required by this Agreement. City shall make available to Consultant only
the facilities and equipment listed in this section, and only under the terms and conditions set
forth herein.
City shall furnish physical facilities such as desks, filing cabinets, and conference space, as may
be reasonably necessary for Consultant's use while consulting with City employees and
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reviewing records and the information in possession of the City. The location, quantity, and time
of furnishing those facilities shall be in the sole discretion of City. In no event shall City be
obligated to furnish any facility that may involve incurring any direct expense, including but not
limited to computer,long-distance telephone or other communication charges, vehicles, and
reproduction facilities.
Section 4. INSURANCE REQUIREMENTS. Before beginning any work under this
Agreement, Consultant, at its own cost and expense, shall procure "occurrence coverage"
insurance against claims for injuries to persons or damages to property that may arise from or in
connection with the performance of the work hereunder by the Consultant and its agents,
representatives, employees, and subcontractors. Consultant shall provide proof satisfactory to
City of such insurance that meets the requirements of this section and under forms of insurance
satisfactory in all respects to the City. Consultant shall maintain the insurance policies required
by this section throughout the term of this Agreement. The cost of such insurance shall be
included in the Consultant's bid. Consultant shall not allow any subcontractor to commence
work on any subcontract until Consultant has obtained all insurance required herein for the
subcontractor(s)and provided evidence thereof to City. Verification of the required insurance
shall be submitted and made part of this Agreement prior to execution.
It shall be a requirement under this Agreement that any available insurance proceeds broader
than or in excess of the specified minimum insurance coverage requirements and/or limits shall
be available to City as an additional insured. Furthermore,the requirements for coverage and
limits shall be(1)the minimum coverage and limits specified in this Agreement; or(2)the
broader coverage and maximum limits of coverage of any insurance policy or proceeds available
to the named insured;whichever is greater. The additional insured coverage under the
Consultant's policy shall be"primary and non-contributory" and will not seek contribution from
City's insurance or self-insurance and shall be at least as broad as CG 20 01 04 12. In the event
Consultant fails to maintain coverage as required by this Agreement, City at its sole discretion
may purchase the coverage required and the cost will be paid by Consultant. Failure to exercise
this right shall not constitute a waiver of right to exercise later. Each insurance policy shall
include an endorsement providing that it shall not be cancelled, changed, or allowed to lapse
without at least thirty(30) days' prior written notice to City of such cancellation, change, or
lapse.
4.1 Workers' Compensation. Consultant shall, at its sole cost and expense,
maintain Statutory Workers' Compensation Insurance and Employer's Liability
Insurance for any and all persons employed directly or indirectly by Consultant.
The Statutory Workers' Compensation Insurance and Employer's Liability
Insurance shall be provided with limits of not less than ONE MILLION
DOLLARS ($1,000,000.00)per accident. In the alternative, Consultant may rely
on a self-insurance program to meet those requirements, but only if the program
of self-insurance complies fully with the provisions of the California Labor Code.
Determination of whether a self-insurance program meets the standards of the
Labor Code shall be solely in the discretion of the Contract Administrator. The
insurer, if insurance is provided, or the Consultant,if a program of self-insurance
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is provided, shall waive all rights of subrogation against the City and its officers,
officials, employees, and volunteers for loss arising from work performed under
this Agreement.
An endorsement shall state that coverage shall not be canceled except after thirty
(30) days'prior written notice by certified mail, return receipt requested,has been
given to the City. Consultant shall notify City within 14 days of notification from
Consultant's insurer if such coverage is suspended, voided or reduced in coverage
or in limits.
4.2 Commercial General and Automobile Liability Insurance.
4.2.1 General requirements. Consultant, at its own cost and expense, shall
maintain commercial general and automobile liability insurance for the
term of this Agreement in an amount not less than ONE MILLION
DOLLARS ($1,000,000.00)per occurrence, combined single limit
coverage for risks associated with the work contemplated by this
Agreement. If a Commercial General Liability Insurance or an
Automobile Liability form or other form with a general aggregate limit is
used, either the general aggregate limit shall apply separately to the work
to be performed under this Agreement or the general aggregate limit shall
be at least twice the required occurrence limit. Such coverage shall
include but shall not be limited to,protection against claims arising from
bodily and personal injury, including death resulting therefrom, and
damage to property resulting from activities contemplated under this
Agreement, including the use of owned and non-owned automobiles.
4.2.2 Minimum scope of coverage. Commercial general coverage shall be at
least as broad as Insurance Services Office Commercial General Liability
occurrence form CG 0001. Automobile coverage shall be at least as broad
as Insurance Services Office Automobile Liability form CA 0001 Code 1
("any auto").
4.2.3 Additional requirements. Each of the following shall be included in the
insurance coverage or added as an endorsement to the policy:
a. City and its officers, employees, agents, and volunteers shall be
covered as additional insureds with respect to each of the
following: liability arising out of activities performed by or on
behalf of Consultant, including the insured's general supervision of
Consultant; products and completed operations of Consultant;
premises owned, occupied, or used by Consultant; and automobiles
owned, leased, or used by the Consultant. The coverage shall
contain no special limitations on the scope of protection afforded
to City or its officers, employees, agents, or volunteers.
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b. The insurance shall cover on an occurrence or an accident basis,
and not on a claims-made basis.
c. An endorsement must state that coverage is primary insurance with
respect to the City and its officers, officials, employees and
volunteers, and that no insurance or self-insurance maintained by
the City shall be called upon to contribute to a loss under the
coverage.
d. Any failure of CONSULTANT to comply with reporting
provisions of the policy shall not affect coverage provided to CITY
and its officers, employees, agents, and volunteers.
e. An endorsement shall state that coverage shall not be canceled
except after thirty(30)days'prior written notice by certified mail,
return receipt requested,has been given to the City. Consultant
shall notify City within 14 days of notification from Consultant's
insurer if such coverage is suspended,voided or reduced in
coverage or in limits.
4.3 Professional Liability Insurance. Consultant, at its own cost and expense, shall
maintain for the period covered by this Agreement professional liability insurance
for licensed professionals performing work pursuant to this Agreement in an
amount not less than ONE MILLION DOLLARS ($1,000,000)covering the
licensed professionals' errors and omissions.
4.3.1 Any deductible or self-insured retention shall not exceed$150,000 per
claim.
4.3.2 An endorsement shall state that coverage shall not be suspended, voided,
canceled by either party, reduced in coverage or in limits, except after
thirty(30) days'prior written notice by certified mail, return receipt
requested, has been given to the City.
4.3.3 The policy must contain a cross liability or severability of interest clause.
4.3.4 The following provisions shall apply if the professional liability coverages
are written on a claims-made form:
a. The retroactive date of the policy must be shown and must be
before the date of the Agreement.
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b. Insurance must be maintained and evidence of insurance must be
provided for at least five years after completion of the Agreement
or the work, so long as commercially available at reasonable rates.
c. If coverage is canceled or not renewed and it is not replaced with
another claims-made policy form with a retroactive date that
precedes the date of this Agreement, Consultant must provide
extended reporting coverage for a minimum of five years after
completion of the Agreement or the work. The City shall have the
right to exercise, at the Consultant's sole cost and expense, any
extended reporting provisions of the policy, if the Consultant
cancels or does not renew the coverage.
d. A copy of the claim reporting requirements must be submitted to
the City prior to the commencement of any work under this
Agreement.
4.4 All Policies Reauirements.
4.4.1 Acceptability of insurers. All insurance required by this section is to be
placed with insurers with a Bests'rating of no less than A:VII.
4.4.2 Verification of coverage. Prior to beginning any work under this
Agreement, Consultant shall furnish City with certificates of insurance and
with original endorsements effecting coverage required herein. The
certificates and endorsements for each insurance policy are to be signed by
a person authorized by that insurer to bind coverage on its behalf. The
City reserves the right to require complete, certified copies of all required
insurance policies and endorsements. Failure to exercise this right shall
not constitute a waiver of right to exercise later.
4.4.3 Subcontractors. Consultant agrees to include with all subcontractors in
their subcontract the same requirements and provisions of this Agreement
including the Indemnification and Insurance requirements to the extent
they apply to the scope of the Subcontractor's work. Subcontractors hired
by Consultant agree to be bound to Consultant and the City in the same
manner and to the same extent as Consultant is bound to the City under the
Contract Documents. Subcontractor further agrees to include these same
provisions with any Sub-subcontractor. A copy of the Owner Contract
Document Indemnity and Insurance provisions will be furnished to the
Subcontractor upon request. The General Contractor shall require all
subcontractors to provide a valid certificate of insurance and the required
endorsements included in the agreement prior to commencement of any
work and will provide proof of compliance to the City.
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4.4.4 Variation. The City may approve a variation in the foregoing insurance
requirements, upon a determination that the coverages, scope, limits, and
forms of such insurance are either not commercially available, or that the
City's interests are otherwise fully protected.
4.4.5 Deductibles and Self-Insured Retentions. All self-insured retentions
(SIR) and/or deductibles must be disclosed to the City for approval and
shall not reduce the limits of liability. Policies containing any self-insured
retention provision and/or deductibles shall provide or be endorsed to
provide that the SIR and/or deductibles may be satisfied by either the
named insured or the City.
4.4.6 Excess Insurance. The limits of insurance required in this Agreement
may be satisfied by a combination of primary and umbrella or excess
insurance. Any umbrella or excess insurance shall contain or be endorsed
to contain a provision that such coverage shall also apply on a primary and
non-contributory basis for the benefit of City(if agreed to in a written
contract or agreement)before City's own insurance or self-insurance shall
be called upon to protect City as a named insured.
4.4.7 Notice of Reduction in Coverage. In the event that any coverage
required by this section is reduced, limited, or materially affected in any
other manner, Consultant shall provide written notice to City at
Consultant's earliest possible opportunity and in no case later than five
days after Consultant is notified of the change in coverage.
4.5 Remedies. In addition to any other remedies City may have if Consultant fails to
provide or maintain any insurance policies or policy endorsements to the extent
and within the time herein required, City may, at its sole option exercise any of
the following remedies,which are alternatives to other remedies City may have
and are not the exclusive remedy for Consultant's breach:
• Obtain such insurance and deduct and retain the amount of the premiums for
such insurance from any sums due under the Agreement;
• Order Consultant to stop work under this Agreement or withhold any payment
that becomes due to Consultant hereunder, or both stop work and withhold
any payment,until Consultant demonstrates compliance with the requirements
hereof; and/or
• Terminate this Agreement.
Section 5. INDEMNIFICATION AND CONSULTANT'S RESPONSIBILITIES. To
the maximum extent allowed by law, Consultant shall indemnify, keep and save harmless the
City, and City Councilmembers, officers, agents and employees against any and all suits, claims
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or actions arising out of any injury to persons or property, including death,that may occur, or
that may be alleged to have occurred, in the course of the performance of this Agreement, but
only to the extent caused by a negligent act or omission or wrongful misconduct of the
Consultant or its employees, subcontractors or agents. Consultant further agrees to defend any
and all such actions, suits or claims but only to the extent caused by Consultant's negligent act or
omission and pay all charges of attorneys and all other costs and expenses arising therefrom or
incurred in connection therewith; and if any judgment be rendered against the City or any of the
other individuals enumerated above in any such action, Consultant shall, at its expense, satisfy
and discharge the same. Consultant's responsibility for such defense and indemnity obligations
shall survive the termination or completion of this Agreement for the full period of time allowed
by law. The defense and indemnification obligations of this Agreement are undertaken in
addition to, and shall not in any way be limited by, the insurance obligations contained in this
Agreement.
In the event that Consultant or any employee, agent, or subcontractor of Consultant providing
services under this Agreement is determined by a court of competent jurisdiction or the
California Public Employees Retirement System(PERS)to be eligible for enrollment in PERS as
an employee of City, Consultant shall indemnify, defend, and hold harmless City for the
payment of any employee and/or employer contributions for PERS benefits on behalf of
Consultant or its employees, agents, or subcontractors, as well as for the payment of any
penalties and interest on such contributions,which would otherwise be the responsibility of City.
Consultant/Subcontractor's responsibility for such defense and indemnity obligations shall
survive the termination or completion of this Agreement for the full period of time allowed by
law.
Section 6. STATUS OF CONSULTANT.
6.1 Indenendent Contractor. At all times during the term of this Agreement,
Consultant shall be an independent contractor and shall not be an employee of
City. City shall have the right to control Consultant only insofar as the results of
Consultant's services rendered pursuant to this Agreement and assignment of
personnel pursuant to Subparagraph 1.3;however, otherwise City shall not have
the right to control the means by which Consultant accomplishes services
rendered pursuant to this Agreement. Notwithstanding any other City, state, or
federal policy, rule, regulation, law, or ordinance to the contrary, Consultant and
any of its employees, agents, and subcontractors providing services under this
Agreement shall not qualify for or become entitled to, and hereby agree to waive
any and all claims to, any compensation, benefit, or any incident of employment
by City, including but not limited to eligibility to enroll in the California Public
Employees Retirement System(PERS) as an employee of City and entitlement to
any contribution to be paid by City for employer contributions and/or employee
contributions for PERS benefits.
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6.2 Consultant No Agent. Except as City may specify in writing, Consultant shall
have no authority, express or implied, to act on behalf of City in any capacity
whatsoever as an agent. Consultant shall have no authority, express or implied,
pursuant to this Agreement to bind City to any obligation whatsoever.
Section 7. LEGAL REQUIREMENTS.
7.1 Governing Law. The laws of the State of California shall govern this
Agreement.
7.2 Compliance with Applicable Laws. Consultant and any subcontractors shall
comply with all laws applicable to the performance of the work hereunder.
7.3 Other Governmental Regulations. To the extent that this Agreement may be
funded by fiscal assistance from another governmental entity, Consultant and any
subcontractors shall comply with all applicable rules and regulations to which
City is bound by the terms of such fiscal assistance program.
7.4 Licenses and Permits. Consultant represents and warrants to City that
Consultant and its employees, agents, and any subcontractors have all licenses,
permits, qualifications, and approvals of whatsoever nature that are legally
required to practice their respective professions. Consultant represents and
warrants to City that Consultant and its employees, agents, any subcontractors
shall, at their sole cost and expense, keep in effect at all times during the term of
this Agreement any licenses,permits, and approvals that are legally required to
practice their respective professions. In addition to the foregoing, Consultant and
any subcontractors shall obtain and maintain during the term of this Agreement
valid Business Licenses from City.
7.5 Nondiscrimination and Equal Opportunity. Consultant shall not discriminate,
on the basis of a person's race, religion, color,national origin, age, physical or
mental handicap or disability, medical condition, marital status, sex, or sexual
orientation, against any employee, applicant for employment, subcontractor,
bidder for a subcontract,or participant in, recipient of, or applicant for any
services or programs provided by Consultant under this Agreement. Consultant
shall comply with all applicable federal, state,and local laws, policies, rules, and
requirements related to equal opportunity and nondiscrimination in employment,
contracting, and the provision of any services that are the subject of this
Agreement, including but not limited to the satisfaction of any positive
obligations required of Consultant thereby.
Consultant shall include the provisions of this Subsection in any subcontract
approved by the Contract Administrator or this Agreement.
Section 8. TERMINATION AND MODIFICATION.
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8.1 Termination. City may cancel this Agreement at any time and without cause
upon written notification to Consultant.
Consultant may cancel this Agreement upon 30 days' written notice to City and
shall include in such notice the reasons for cancellation.
In the event of termination, Consultant shall be entitled to compensation for
services performed to the effective date of termination; City,however, may
condition payment of such compensation upon Consultant delivering to City any
or all documents,photographs, computer software,video and audio tapes, and
other materials provided to Consultant or prepared by or for Consultant or the
City in connection with this Agreement.
8.2 Extension. City may, in its sole and exclusive discretion, extend the end date of
this Agreement beyond that provided for in Subsection 1.1. Any such extension
shall require a written amendment to this Agreement, as provided for herein.
Consultant understands and agrees that, if City grants such an extension, City
shall have no obligation to provide Consultant with compensation beyond the
maximum amount provided for in this Agreement. Similarly, unless authorized
by the Contract Administrator, City shall have no obligation to reimburse
Consultant for any otherwise reimbursable expenses incurred during the extension
period.
8.3 Amendments. The parties may amend this Agreement only by a writing signed
by all the parties.
8.4 Assignment and Subcontracting. City and Consultant recognize and agree that
this Agreement contemplates personal performance by Consultant and is based
upon a determination of Consultant's unique personal competence, experience,
and specialized personal knowledge. Moreover, a substantial inducement to City
for entering into this Agreement was and is the professional reputation and
competence of Consultant. Consultant may not assign this Agreement or any
interest therein without the prior written approval of the Contract Administrator.
Consultant shall not subcontract any portion of the performance contemplated and
provided for herein, other than to the subcontractors noted in the proposal,
without prior written approval of the Contract Administrator.
8.5 Survival. All obligations arising prior to the termination of this Agreement and
all provisions of this Agreement allocating liability between City and Consultant
shall survive the termination of this Agreement.
8.6 Options upon Breach by Consultant. If Consultant materially breaches any of
the terms of this Agreement, City's remedies shall include,but not be limited to,
the following:
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8.6.1 Immediately terminate the Agreement;
8.6.2 Retain the plans, specifications, drawings, reports,design documents, and
any other work product prepared by Consultant pursuant to this
Agreement;
8.6.3 Retain a different consultant to complete the work described in Exhibit A
not finished by Consultant; or
8.6.4 Charge Consultant the difference between the cost to complete the work
described in Exhibit A that is unfmished at the time of breach and the
amount that City would have paid Consultant pursuant to Section 2 if
Consultant had completed the work.
Section 9. KEEPING AND STATUS OF RECORDS.
9.1 Records Created as Part of Consultant's Performance. All reports, data,
maps, models, charts, studies, surveys, photographs,memoranda,plans, studies,
specifications, records,files, or any other documents or materials, in electronic or
any other form, that Consultant prepares or obtains pursuant to this Agreement
and that relate to the matters covered hereunder shall be the property of the City.
Consultant hereby agrees to deliver those documents to the City upon termination
of the Agreement. It is understood and agreed that the documents and other
materials, including but not limited to those described above,prepared pursuant to
this Agreement are prepared specifically for the City and are not necessarily
suitable for any future or other use. City and Consultant agree that,until final
approval by City, all data,plans, specifications, reports and other documents are
confidential and will not be released to third parties without prior written consent
of both parties. Consultant shall be permitted to keep copies of said documents.
9.2 Consultant's Books and Records. Consultant shall maintain any and all ledgers,
books of account, invoices,vouchers, canceled checks, and other records or
documents evidencing or relating to charges for services or expenditures and
disbursements charged to the City under this Agreement for a minimum of three
(3)years, or for any longer period required by law, from the date of final payment
to the Consultant to this Agreement.
9.3 Inspection and Audit of Records. Any records or documents that Section 9.2 of
this Agreement requires Consultant to maintain shall be made available for
inspection, audit, and/or copying at any time during regular business hours,upon
oral or written request of the City. Under California Government Code Section
8546.7,if the amount of public funds expended under this Agreement exceeds
TEN THOUSAND DOLLARS ($10,000.00),the Agreement shall be subject to
the examination and audit of the State Auditor, at the request of City or as part of
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any audit of the City, for a period of three (3)years after final payment under the
Agreement.
Section 10. MISCELLANEOUS PROVISIONS.
10.1 Attorneys' Fees. If a party to this Agreement brings any action, including an
action for declaratory relief, to enforce or interpret the provision of this
Agreement,the prevailing party shall be entitled to reasonable attorneys' fees in
addition to any other relief to which that party may be entitled. The court may set
such fees in the same action or in a separate action brought for that purpose.
10.2 Venue. In the event that either party brings any action against the other under
this Agreement,the parties agree that trial of such action shall be vested
exclusively in the state courts of California in the County of Alameda or in the
United States District Court.
10.3 Severability. If a court of competent jurisdiction finds or rules that any provision
of this Agreement is invalid, void, or unenforceable, the provisions of this
Agreement not so adjudged shall remain in full force and effect. The invalidity in
whole or in part of any provision of this Agreement shall not void or affect the
validity of any other provision of this Agreement.
10.4 No Implied Waiver of Breach. The waiver of any breach of a specific provision
of this Agreement does not constitute a waiver of any other breach of that term or
any other term of this Agreement.
10.5 Successors and Assigns. The provisions of this Agreement shall inure to the
benefit of and shall apply to and bind the successors and assigns of the parties.
10.6 Use of Recycled Products. Consultant shall prepare and submit all reports,
written studies and other printed material on recycled paper to the extent it is
available at equal or less cost than virgin paper.
10.7 Conflict of Interest. Consultant may serve other clients, but none whose
activities within the corporate limits of City or whose business, regardless of
location, would place Consultant in a "conflict of interest,"as that term is defined
in the Political Reform Act, codified at California Government Code Section
81000 et seq. City acknowledges Consultant is engaged by other Clients with
interests related to the Scope of Work and confirms such engagement is not a
conflict of interest.
Consultant shall not employ any City official in the work performed pursuant to
this Agreement. No officer or employee of City shall have any financial interest
in this Agreement that would violate California Government Code Sections 1090
et seq.
Consulting Services Agreement between [DATE]
City of and Page 13 of 15
Consultant hereby warrants that it is not now,nor has it been in the previous
twelve(12)months, an employee, agent, appointee, or official of the City. If
Consultant was an employee, agent, appointee, or official of the City in the
previous twelve months, Consultant warrants that it did not participate in any
manner in the forming of this Agreement. Consultant understands that, if this
Agreement is made in violation of Government Code §1090 et.seq., the entire
Agreement is void and Consultant will not be entitled to any compensation for
services performed pursuant to this Agreement, including reimbursement of
expenses, and Consultant will be required to reimburse the City for any sums paid
to the Consultant. Consultant understands that, in addition to the foregoing, it
may be subject to criminal prosecution for a violation of Government Code §
1090 and, if applicable,will be disqualified from holding public office in the State
of California.
10.8 Solicitation. Consultant agrees not to solicit business at any meeting, focus
group, or interview related to this Agreement, either orally or through any written
materials.
10.9 Contract Administration. This Agreement shall be administered by the City
Manager("Contract Administrator"). All correspondence shall be directed to or
through the Contract Administrator or his or her designee.
10.10 Notices. Any written notice to Consultant shall be sent to:
Any written notice to City shall be sent to:
Consulting Services Agreement between [DATE]
City of and Page 14 of 15
10.11 Professional Seal. Where applicable in the determination of the contract
administrator, the first page of a technical report,first page of design
specifications, and each page of construction drawings shall be stamped/sealed
and signed by the licensed professional responsible for the report/design
preparation. The stamp/seal shall be in a block entitled "Seal and Signature of
Registered Professional with report/design responsibility," as in the following
example.
Seal and Signature of Registered Professional with
report/design responsibility.
10.12 Integration. This Agreement, including the scope of work attached hereto and
incorporated herein as Exhibit A, represents the entire and integrated agreement
between City and Consultant and supersedes all prior negotiations,
representations, or agreements, either written or oral.
CITY OF DUBLIN CONSULTANT
Christopher L. Foss, City Manager [NAME, TITLE]
Attest:
Caroline Soto, City Clerk
Approved as to Form:
John Bakker, City Attorney
Consulting Services Agreement between [DATE]
City of and Page 15 of 15
10.11 Professional Seal. Where applicable in the determination Of the contract
administrator,the first page of a technical report,first page of design
specifications,and each page of consfruction drawings shall be stamped/sealed
and signed by the licensed professional responsible for the report/design
preparation. The stamp/seal shall be in a block,entitled"Seal and Signature of
Registered Professional with report/design responsibility,"as in the following.
example.
Seal and Signature of Registered Professional'with
report/design responsibility.
10.12 Integration. This Agreement,including the scope'Of work attached hereto and
incorporated herein as Exhibit A,represents the entire and integrated agreement
between City and Consultant and supersedes all prior negotiations,
representations,or agreements,either written or oral.
CITY OF CONSULTANT
47/1/# f'f4 ,6r
[NAME,TITLE] Bob L hells,Engineering Manager
Attest:
[NAME],City Clerk
Approved as to Form:
[NAME],City Attorney
(ver.21:115)
Consulting Services Agreement between [DATE]
City of Dublin and Mackay and Somps,Civil Engineers,Inc. Page 15 of 15
E' -( tBIT A
mAcKAY&soms
ENGINEERS PLANNERS SURVEYORS
M&S Job#19702.000
January 21,2013
Revised March 30,2013
Revised November 6,2015
Mr.Gary Huisingh—Director of Public Works
City of Dublin
100 Civic Plaza
Dublin,CA 94568
Re: Tassajara Road—Realignment Prelim. Design Services
Dear Gary,
MacKay&Somps is pleased to present this proposal to provide professional consulting services to the City of
Dublin for the initial preliminary design of the Tassajara Road realignment/ultimate widening project.
As you are aware,MacKay&Somps has significant knowledge of the project area and has been engaged with
the City of Dublin and Contra Costa County over the past several years in discussions regarding the conceptual
ultimate alignment of Tassajara Road. Through these on-going discussions,we have assisted the City and
County in developing and analyzing several conceptual horizontal alignment alternatives. Our efforts have given
us a unique understanding of the design issues and challenges from both the City and County's perspective.
Based on our meetings and coordination with the City and County,MacKay&Somps is providing this proposal to
assist with initial preliminary design,with a focus on the priority design elements that will build a foundation for
the basis of design report and eventually the preliminary and final design. The enclosed scope and fee proposal
outlines the initial preliminary design tasks that were prioritized in our"Preliminary Scope Outline"provided on
Dec.19,2012.The attached updated scope and fee proposal reflects the expanded scope of work and our
current fee schedule.
We appreciate the opportunity to present this proposal and firmly believe that our experience and expertise
working with the City of Dublin and our significant knowledge in the project area makes us uniquely qualified for
the Tassajara Road project. We would be happy to answer any questions you might have regarding our
proposal.
Sincerely,
MACKAY�&SOM PS,
Bob E.LaShells,PE
Engineering Manager
Cc: Mark D.McClellan
-SINCE 1953-
5142 FRANKLIN DRIVE,SUITE B, PLEASANTON,CALIFORNIA 94588-3368 PHONE:(925)225-0690 FAX:(925)225-0698
OFFICES: PLEASANTON ROSEVILLE
www.msce.com
Tassajara Road Preliminary Design Services,Dublin•November 6,2015
TABLE or CO N1 EN
Table of Contents
Background/Project Understanding 1
Background 1
Project Understanding 1
Exhibit"A"—Scope of Services 2
Task A:Project Coordination 2
Task B:Preliminary Right-of-Way Analysis&Base Mapping/Design Constraints 3
Task C:Initial Preliminary Design&Cost Estimate 4
Exhibit"B"—Value of Services 5
Task A:Project Coordination 5
Task B:Preliminary Right-of-way Analysis&Base Mapping/Design Constraints 5
Task C:Initial Preliminary Design&Cost Estimate 5
Appendix A—Hourly Rate Fee Schedule 6
MacKay&Somps Civil Engineers Inc.•Page I
Tassajara Road Preliminary Design Services,Dublin •November 6,2015
BACKGROUND/PROJECT UNDERSTANDING
BACKGROUND
Tassajara Road from North Dublin Ranch Rd to Fallon Road in the City of Dublin and to Windermere Parkway in
Contra Costa County is a challenging portion of an important regional corridor that connects southern Contra
Costa County and Interstate 580.The vehicular and pedestrian/bike traffic along this corridor has increased
significantly,especially since the Windermere Development was built and Windermere Parkway opened.This
section of Tassajara Road requires widening and realignment to accommodate the current and future traffic
safely.
The proposed development project,Moller Ranch,in the City of Dublin borders Contra Costa County and fronts
Tassajara Road.A condition of the development is to Improve approximately 1,500-ft of Tassajara Road along
the property frontage, including replacement/extension of the existing culvert crossing of Moiler Creek under
Tassajara Rd.These"frontage"improvements encompass a significant portion of the Tassajara Road
realignment project from the county line to Fallon Rd.Furthermore,it is along this frontage and across the
county line where the realignment/widening project's biggest challenges exist.
PROJECT UNDERSTANDING
It is our understanding at this time,that the City of Dublin and Contra Costa County wishes to engage a design
consultant to assist with the initial preliminary design analysis required to establish a preferred horizontal and
vertical design alignment(precise alignment)for the segment of Tassjara Road from the intersection of North
Dublin Blvd,east to the intersection with Fallon Road then approximately one mile north to Windemere Parkway
(shown on the Limit of Work exhibit in Appendix B.) Preliminary design for the portion of roadway outside of
the City limits being necessary to allow the horizontal and,more critically,the vertical design to be transitioned
and connected to Contra Costa County's portion of the roadway realignment.
The initial preliminary engineering design effort at this time will be prioritized to focus on the critical design
elements for the roadway that are required to assess right-of-way needs and develop programmatic project
costs,as well as establish a foundation for the basis of design report that will be used in the future final design
of the roadway. it is anticipated that significant coordination between the City and County will be required for
this effort and will be facilitated through MacKay&Somps'services.
MacKay&Somps Civil Engineers Inc.•Page 1
Tassajara Road Preliminary Design Services,Dublin•November 6,2015
ExHIHII "A"—.SCOFF Of SEAM(L.',
Two key aspects to a successful project are a clear and concise understanding of the project scope,and
implementation of that scope through proactive management of design. With MacKay&Somps'experience in
the City of Dublin,our significant local knowledge in the project area and our veteran project management we
are confident that we can provide the services outlined below efficiently and cost effectively.
TASK A:PROJECT COORDINATION
1.Stakeholder Coordination
MacKay&Somps will engage both the City of Dublin and Contra Costa County Public Works to establish a
clear understanding of project goals,schedule and various design parameters as described in Task B-Design
Constraints. Coordination will occur through an initial kick-off meeting,up to four(4)additional
coordination/initial design review meetings and through on-going e-mail/phone communication.
Coordination will include,but not be limited to:
• Project schedule
• Total project limits within City and County
• Consideration of potential project phasing/integration between City and County
▪ Ultimate roadway width and amenities in City and County
• Initial Right-of-way acquisition concerns
2.Preliminary Coordination with other Agencies
MacKay&Somps will coordinate with other affected Agencies such as DSRSD and PG&E in a preliminary
capacity to determine enough design information to inform our programmatic cost estimating.
3. Precise Alignment Cost/Benefit evaluation
MacKay&Somps to coordinate with City and Contra Costa County to provide a rough cost/benefit
evaluation of the proposed alternative precise alignments generated by our preliminary design effort in Task
C below. A summary of the rough cost/benefit evaluation will be provided to the City and Contra Costa
County for their consideration of the proposed precise alignment. The evaluation will include such design
elements as:right-of-way constraints/availability,grading/retaining wall needs/costs, Resource Agency
permitting constraints/advantages.
4.CEQA Coordination with City's Consultant
MacKay&Somps will coordinate with the City of Dublin's CEQA consultant in a preliminary capacity to
determine enough environmental information to inform our programmatic cost estimating.it is anticipated
that this task will also include providing the City's consultant with exhibits to be used in city CEQA
documents.
Task A-Deliverables —Cost/Benefit Evaluation Summary
—Preliminary CEQA Exhibits
MacKay&Somps Civil Engineers Inc.•Page 2
Tassajara Road Preliminary Design Services,Dublin •November 6,2015
TASK B:PRELIMINARY RIGHT-OF-WAY ANALYSIS&BASE MAPPING/DESIGN CONSTRAINTS
1. Base Mapping
• Research and review of record documents,title reports,etc.to determine limits of parcels adjacent to
existing and proposed roadway alignment.
• Develop Base mapping of parcels adjacent to roadway alignment and generate right-of-way base map
file in AutoCAD(version 2014).
■ Readily available topographic information will be used. No additional topography is anticipated.
2. Preliminary Right-of-Way Analysis
MacKay&Somps will provide assistance needed for a preliminary right-of-way analysis,including:
• Based on preliminary horizontal and vertical design alignments developed in Task C below,determine
the project needs for right-of-way acquisition as well as temporary and permanent easements for
grading and construction.
• Generate preliminary right-of-way acquisition summary and exhibits,graphically depicting right-of-way
take areas and acreages,as well as required easement limits/areas.Phase 1 acquisitions will be
evaluated and identified on the ROW Analysis Map.
3. Design Constraints
MacKay&Somps will perform the following cursory evaluations prior to the Initial Preliminary Design to
identify and summarize potential Design Constraints and to confirm design parameters:
• Confirm total project limits and tie-in locations.
• Review current Traffic Modeling analyses/reports with City/County(as provided by City and County)
to confirm that ultimate traffic demand numbers reflect currently anticipated future growth and to
confirm volume/capacity calculations used to establish ultimate roadway width.
• Confirm ultimate roadway width and cross section specifics In both the City and County.
• Determination of where potential roadway width transitions will occur.
■ Right-of-way constraints and/or specific acquisition concerns.
• Confirm horizontal and vertical design criteria,design speeds and roadway standards between City and
County.
• Environmental Limitations—Based on the preliminary horizontal and vertical design in Task C,identify
the approximate project limits of grading disturbance and estimate the approximate acreage of
potential environmental impact area.This environmental evaluation effort will be integrated with the
initial preliminary design such that design modifications that can potentially reduce the impact area can
be identified and incorporated into the initial preliminary design.
Note:potential environmental impact acreages will be"raw"acreages only based on simple estimated
area of Impact and will not speak to required mitigation ratios.
• Limitations and areas of opportunity for Storm Water Quality Management. Evaluation of the
preliminary design and surrounding topography,property ownership,etc.to identify areas of constraint
and areas of opportunity for conveying and treating storm water runoff to meet current Municipal
Regional Permit—C.3 requirements. (Includes only preliminary calculations of total proposed
impervious surface area and rule-of-thumb sizing for required water quality treatment area.)
• Consideration of existing overhead PG&E power lines and evaluation of potential constraints on
roadway realignment,as well as preliminary research of available Rule 20 funding.
Task B-Deliverables
• Project Base Map
• Project Constraints Map
• 65%&100%Preliminary ROW Analysis Map
MacKay&Somps Civil Engineers Inc.•Page 3
Tassajara Road Preliminary Design Services,Dublin•November 6,2015
TASK C:INITIAL PRELIMINARY DESIGN&COST ESTIMATE
1.Initial Preliminary Design
The initial preliminary engineering design effort at this time will be prioritized to focus on the critical design
elements for the roadway that are required to assess right-of-way needs and develop programmatic project
costs,as well as establish the foundation of the basis of design report that will be used in the future final
design of the roadway. The initial preliminary design will focus on the following:
• Identify and document range of horizontal alignments considered.
• Confirm conceptual horizontal alignment as shown on Tract 8102 Vesting Tentative Map for"Moiler
Ranch",dated October 2012,for compliance with design criteria established above. Modify/refine
horizontal alignment to generate preferred horizontal alignment.
• Develop conceptual vertical alignment alternatives—prepare up to three vertical alignment alternatives,
based on the confirmed horizontal alignment.
• Evaluate earthwork and grading impacts for each of the three vertical alignment alternatives.
• Evaluate/refine vertical alignments applying design constraints and analysis described in Task 8 above,
to generate preferred preliminary vertical alignment.
• Prepare initial preliminary design plan and profiles for preferred horizontal/vertical alignment.
2.Programmatic Cost Estimate
MacKay&Somps will use the completed Initial preliminary design in conjunction with the right-of-way
analysis and design constraints evaluation to prepare a programmatic cost estimate. The programmatic cost
estimate will provide a rough order of magnitude cost of construction for the ultimate Tassajara Road
alignment improvements.
Task C-Deliverables
• 65%&100%Preliminary Precise Plan Line
• 65%&100%Conceptual Plan and Profile
• Memo summarizing alternatives,analysis and preferred alignment selection
• Programmatic Cost Estimate
MacKay&Samps Civil Engineers Inc.•Page 4
Tassajara Road Preliminary Design Services,Dublin •November 6,2015
EXHIBIT"B"-VALUE OF SERVICES
TASK DESCRIPTION ESTIMATED FEES
Task A:Project Coordination Project City County
1.Stakeholder Coordination $ 4,500 $ 3,225 $ 1,275
2.Preliminary Coordination with other Agencies $ 4,000 $ 2,866 $ 1,1.34
3.Precise Alignment cost/benefit evaluation $ 1,750 $ 1,254 $ 496
4.CERA Coordination $ 1,500 $ 1,075 $ 425
Subtotal Task A: $ 11,750 $ 8,420 $ 3,330
Task B:Preliminary Right-of-way Analysis&Base Mapping/Design Constraints
1.Base Mapping $ 8,000 $ 5,732 $ 2,268
2.Preliminary Right-of-Way Analysis $ 10,000 $ 7,166 $ 2,834
3.Design Constraints $ 9,500 $ 6,807 $ 2,693
Subtotal Task B: $ 27,500 $ 19,705 $ 7,795
Task C:Initial Preliminary Design&Cost Estimate
1.Initial Preliminary Design $ 62,000 $44,427 $ 17,573
2.Programmatic Cost Estimate $ 14,500 $ 10,390 $ 4,110
Subtotal Task C: $ 76,500 $54,817 $21,683
Estimated Total Fees: $ 115,750 $82,942 $32,808
Cost per Segment Cost per Agency
City County
Segment 1(miles) 1.05 48% $ 54,994 100% $54,994 0% $ -
Segment 2(miles) 1.16 52% $ 60,756 46% $27,948 54% $32,808
Total Length (miles) 2.21 $115,750 $82,942 $32,808
71.7% 28.3%
COMPENSATION
The Scope and Fees above are based on our experience and our general understanding of the proposed services
required and discussed with the Client. Those fees proposed on a Time and Materials basis are due to the
uncertain or undefined nature of these tasks and to assist the Client in keeping the costs down. Time and
Material fees will be treated as a Not-to-Exceed amount without authorization from the Client.The fees shown
above will be invoiced on a monthly basis based on the time and materials spent or on the percentage of fixed
fee services completed.
MacKay&Somps Civil Engineers Inc.•Page 5
Tassajara Road Preliminary Design Services,Dublin •November 6,2015
AP PE NDI,t A—Hoimt RATE FEE SCIIEOULE
HOURLY RATE FEE SCHEDULE—APRIL 1,2015 TO MARCH 31,2016
-RATES SUBJECT TO ADJUSTMENT APRIL 1,2016—
OFFICE AND PROFESSIONAL
PRINCIPAL ENGINEER/PRINCIPAL SURVEYOR $250.00 PER HOUR
ENGINEERING/PLANNING MANAGER $220.00 PER HOUR
SENIOR PROJECT ENGINEER/PLANNER/LAND SURVEYOR $198.00 PER HOUR
SENIOR ENGINEER/PLANNER/LAND SURVEYOR $184.00 PER HOUR
ASSOCIATE ENGINEER/PLANNER/LAND SURVEYOR $166.00 PER HOUR
ASSISTANT ENGINEER/PLANNER/SURVEYOR $134.00 PER HOUR
JUNIOR ENGINEER/PLANNER/SURVEYOR $114.00 PER HOUR
FIELD WORK SUPERVISOR $146.00 PER HOUR
PRINCIPAL TECHNICIAN $144.00 PER HOUR
SENIOR TECHNICIAN $120.00 PER HOUR
TECHNICIAN $100.00 PER HOUR
ADMINISTRATIVE ASSISTANT $ 90.00 PER HOUR
CLERICAL $ 72.00 PER HOUR
OFFICE ASSISTANT $ 56.00 PER HOUR
FIELD
1 MAN FIND PARTY* $168.00 PER HOUR
2 MAN FIELD PARTY* $272.00 PER HOUR
3 MAN FIELD PARTY* $340.00 PER HOUR
*INCLUDES GPS EQUIPMENT WHEN APPROPRIATE
OTHER
PREMIUM FOR REQUIRED OVERTIME REGULAR HOURLY RATE PLUS 25%
MILEAGE PER IRS STANDARD MILEAGE RATE
DIRECT COSTS AND OUTSIDE CONTRACT SERVICES COST PLUS 15%
MacKay&Somps Civil Engineers Inc.•Appendix A
Tassajara Road Preliminary Design Services,Dublin•November 6,2015
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MacKay&Somps Civil Engineers Inc. •Appendix B